Mergers & Acquisitions

  • June 29, 2022

    Switch Omitted Financial Info On $11B Merger, Investors Say

    A pair of stockholders claimed in separate lawsuits that data center operator Switch Inc. didn't disclose key financial information about a proposed $11 billion go-private deal with investment firms DigitalBridge and IFM Investors.

  • June 29, 2022

    Investor Eurazeo To Sell Remaining 51% In Trader Interactive

    Investment company Eurazeo said Wednesday that it plans to sell its remaining 51% holding in U.S.-based Trader Interactive to an Australian company, which specializes in online car advertising, for a total value of almost $2 billion.

  • June 28, 2022

    PDQ Execs Beat Worker Suit Over $12M Kwik Trip Sale Profits

    Four ex-executives of PDQ Food Stores Inc. on Tuesday escaped a proposed retirement benefits class action that an ex-employee brought alleging that the company's former leaders used its 2017 sale to Kwik Trip to pay themselves $12 million, but co-defendant GreatBanc must still face allegations that it allowed the purchases.

  • June 28, 2022

    No Escrow Payout For Exec After Trade Secret Conviction

    A Texas drilling executive who was convicted and sent to jail for conspiring to steal trade secrets won't be able to collect his half-million-dollar share of a drilling company he sold to the global engineering firm WS Atkins Inc., after an appeals court in Houston on Tuesday reversed his initial win in a lower court.

  • June 28, 2022

    Former Ann Taylor Execs Beat Claims Of Duping Investors

    Former executives with the onetime owner of the Ann Taylor retail clothing brand defeated class claims alleging that they overstated the company's value before unveiling a roughly $1.3 billion impairment, with a New Jersey federal judge on Tuesday concluding that their "rosy" estimates did not amount to duping investors.

  • June 28, 2022

    EV Charging Biz Electrify America Lands $2.45B Valuation

    Electric vehicle charging business Electrify America LLC said Tuesday it's valued at $2.45 billion following an investment by Siemens and Volkswagen Group to be used to help the company continue advancing its technology and charging solutions.

  • June 28, 2022

    CFIUS Probing Ericsson's $6.2B Vonage Buy

    Swedish telecommunications giant Ericsson disclosed Tuesday that national security officials are reviewing its plans to buy New Jersey-based internet phone company Vonage for an enterprise value of about $6.2 billion.

  • June 28, 2022

    Cabot Worker Says Merger Should've Triggered Stock Award

    An employee of the former Cabot Oil & Gas Corp. claimed in a lawsuit that the company's 2021 tie-up with Cimarex Energy Co. should have triggered "change-in-control" clauses in a pair of incentive agreements and awarded him 6,100 shares of company stock, according to a complaint filed in Pennsylvania state court.

  • June 28, 2022

    Paul Hastings Leads $2.4B Blackstone, Sixth Street Sale

    Paul Hastings LLP said Tuesday it represented investment firms Blackstone Tactical Opportunities and Sixth Street Partners on the finance and mortgage aspects of their €2.3 billion ($2.42 billion) sale of residential mortgage lender Kensington Mortgage Co. and a portfolio of U.K. mortgage loans to Barclays Bank UK PLC.

  • June 28, 2022

    Earthstone Pays $627M For New Mexico Oil And Gas Assets

    Earthstone Energy Inc. said Tuesday it has entered into an agreement to purchase, for $627 million, the New Mexico assets of Titus Oil and Gas Production, which is located in the southeast part of the state within the northern Delaware Basin.

  • June 28, 2022

    Wolters Kluwer Acquires Spain-Based Legal Tech Co.

    Information services company Wolter Kluwer NV is expanding its presence in Spain's legal market with its acquisition of legal practice management software Level Programs SL on Tuesday.

  • June 27, 2022

    Sidley Steers $1.9B Sale Of Brightly Software Company

    Investment firm Clearlake Capital Group LP announced Monday that it will sell Brightly Software Inc., both led by Sidley Austin LLP, to technology company Siemens AG for $1.875 billion.

  • June 27, 2022

    Chancery Nixes Aerojet CEO's Bid For Neutral Counsel

    Aerojet Rocketdyne Holdings Inc.'s board chairman will preside over an upcoming meeting where shareholders will vote for directors, the Delaware Chancery Court ruled Monday, rejecting a bid from the chair's rival, the company's CEO, for neutral counsel to conduct the meeting.

  • June 27, 2022

    Catching Up With Delaware's Chancery Court

    The Delaware Chancery Court drew a step closer last week to filling an empty seat on the bench, a debt maven fought for control of a cosmetics company, and new cases came in involving cryptocurrency, building products, business software, and of course, private equity. Here's your weekly roundup of news from Delaware's Chancery Court.

  • June 27, 2022

    Bankrupt Texas Power Plant Gets $144M Asset Sale Approved

    A West Texas electricity producer won a Delaware bankruptcy court's approval Monday to sell its 330-megawatt wholesale electricity power plant assets for $144.75 million — $53.5 million more than the buyer first offered when the plant declared bankruptcy in April.

  • June 27, 2022

    Cable Group Wants Retransmission Conditions On Tegna Deal

    A major cable TV trade group has called on the Federal Communications Commission to prevent Tegna's potential new owners from wielding too much leverage in broadcast retransmission talks if their proposed $8.6 billion takeover of the broadcasting giant succeeds.

  • June 27, 2022

    UK Watchdog Ends Probe Of Vet Merger After Sale Promised

    The U.K.'s competition enforcer will not deepen its investigation into the completed £20.4 million ($27.8 million) acquisition of a veterinary chain after the buyer agreed to unload the business in response to the agency's concerns about the tie-up.

  • June 27, 2022

    Fed Bans Golden Pacific Bancorp Affiliate From Bank Industry

    The Federal Reserve Board of Governors has prohibited an individual from future participation in the banking industry after he allegedly lied in his application to acquire control of Golden Pacific Bancorp Inc., a former bank holding company in California.

  • June 27, 2022

    Gibson Dunn, K&L Gates Lead $470M Utility Contractor Merger

    Utility market contractor Primoris Services Corp., guided by Gibson Dunn & Crutcher LLP, announced Monday that it plans to acquire utility construction company PLH Group Inc., steered by K&L Gates LLP, in an all-cash transaction valued at $470 million.

  • June 27, 2022

    Blank Rome Welcomes DLA Piper Corporate Atty In LA

    Blank Rome LLP said it has continued growing its Los Angeles office by adding a DLA Piper corporate attorney as a partner in its corporate, mergers and acquisitions and securities practice group.

  • June 27, 2022

    Grand Jury Probes Trump Platform's SPAC Merger

    Digital World Acquisition Corp., the special-purpose acquisition company planning to buy and take public former President Donald Trump's social media platform, said Monday a federal grand jury issued subpoenas to its board of directors that could derail the planned acquisition.

  • June 27, 2022

    Frontier Urges Spirit Investors To Approve $6.6B Merger

    Frontier Airlines Inc. published an open letter to Spirit Airlines investors Monday, urging them to approve the $6.6 billion merger between the two companies at a special shareholder meeting this week and reject the "opportunistic" bid from JetBlue for Spirit.

  • June 27, 2022

    Goodwin Hires Partner For Growing ERISA Practice

    Goodwin Procter LLP has hired a partner for its Employment Retirement Income Security Act and executive compensation practice in New York in response to expected growth in those areas.

  • June 27, 2022

    High Court To Hear Sears Lease Fight With Mall Of America

    The U.S. Supreme Court said Monday it will hear a long-running dispute between the successor to retail giant Sears Holding Corp. and the Mall of America over the assignment of a store lease, taking up the question of whether appellate courts have jurisdiction to hear appeals of bankruptcy sale orders.

  • June 27, 2022

    CareTech To Be Taken Over By Founders In £870M Deal

    British social care provider CareTech said Monday that it has agreed to being taken over for £870.3 million ($1.1 billion) by a consortium led by its co-founders, who are taking the company private.

Expert Analysis

  • How M&A Insurers Can Increase Smaller Deal Servicing

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    As the number of M&A deals in the $50 million to $200 million range continues to grow, lawyers, insurance brokers and clients must address the trend away from covering these smaller transactions by working together to make it easier for carriers to consider submissions and to insure these types of risks, says Hilary Weiss at Liberty Global.

  • Tips For Managing Pre-Merger Information Exchanges

    Excerpt from Practical Guidance
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    During merger discussions and negotiations, eight strategies can help manage the exchange of competitively sensitive information, including hiring a clean team and awareness of overlaps, says Tim Haney at LexisNexis.

  • Opinion

    Now's The Time To Address Archaic Law School Curricula

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    With law school enrollments jumping significantly ahead of a potential recession and more students graduating than the market can absorb, law schools should turn to creative solutions to teach students how to negotiate, work with clients, specialize and use technology to practice their craft more efficiently, says University of Colorado adjunct professor Jason Mendelson.

  • Deploying US Discovery In Brazil Following High Court Ruling

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    While the U.S. Supreme Court’s recent decision in ZF Automotive v. Luxshare may be seen as a limitation on the use of discovery in foreign proceedings, there are still many options for litigants deploying U.S. discovery abroad, which is particularly valuable in Brazil, say attorneys at Kobre & Kim.

  • Proposed Online Platform Regs Deviate From Antitrust Norms

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    The U.S. and EU are on the cusp of adopting digital platform legislation that would impose regulations based solely on firms' size, avoiding traditional antitrust principles and potentially changing the way online platforms' conduct is litigated, say Daniel Fenske at Mayer Brown and Felipe Pereira at Tauil Chequer.

  • Lessons From Lawyer Fee-Sharing Agreements Gone Wrong

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    The recent fee-sharing dispute between Edelson and Girardi Keese is a reminder that lawyers who do not strictly follow the applicable rules may risk a disciplinary complaint, lose their share of the fee, or wind up in costly litigation with co-counsel, says David Grossbaum at Hinshaw.

  • LeClairRyan Bankruptcy Highlights Pass-Through Tax Issue

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    A Virginia bankruptcy court's recent ruling in the case of defunct law firm LeClairRyan shows there may be serious tax consequences for pass-through entity partners who give up their ownership interest without following operating agreement exit provisions and updating bankruptcy court filings, say Edward Schnitzer and Hannah Travaglini at Montgomery McCracken.

  • 8 Steps To Creating A Legal Ops Technology Road Map

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    Legal departments struggling to find and implement the right technologies for their operations should consider creating a road map that summarizes their approach to technology changes, provides clearly defined metrics for success, and serves as the single source of truth for stakeholders, says Melanie Shafer at SimpleLegal.

  • Latest SPAC Trends Point To Risk Of Negative Outcomes

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    Interest in initial public offerings of special purpose acquisition companies has reached its apex, and in the second half of this year we anticipate sustained levels of SPAC shareholder redemptions, increased liquidations for those unable to consummate an initial business combination and increased litigation risk, say attorneys at The Brattle Group.

  • Parsing Chancery's Novel Director Liability Ruling In Garfield

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    The Delaware Chancery Court's cautious acceptance of a novel director liability theory in Allen v. Garfield, that a board's failure to act on a problem identified in a litigation demand letter may constitute a breach of fiduciary duty, shows that a kitchen sink approach to defending against fiduciary claims may not be optimal, say attorneys at Fried Frank.

  • What Outbound Investment Reviews Would Mean For US Cos.

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    A recent legislative proposal to establish outbound investment controls appears more sweeping than its predecessors and, if enacted, may significantly affect deal timing, feasibility and certainty for U.S. investors and companies engaging in ex-U.S. transactions, particularly those involving China, say Mario Mancuso and Luci Hague at Kirkland.

  • The Importance Of Data And Data Analysis In Litigation

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    Understanding, analyzing and effectively presenting large data sets is an increasingly important skill in litigation as it allows plaintiffs to dramatically scale up the scope of cases and is often critical to defeating motions to dismiss and motions for summary judgment, says David Burnett at Motley Rice.

  • High Court Discovery Ruling Will Transform Int'l Arbitration

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    A U.S. Supreme Court decision this week slams the door on Section 1782 discovery in private international arbitration, leaving the status of other arbitral bodies involving treaties or intergovernmental elements in flux, and increasing the importance of selecting the forum and adjudicative body to resolve potential disputes, say attorneys at Hogan Lovells.

  • Vet Clinic FTC Settlement Puts Private Equity On Notice

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    Prior approval and prior notice requirements in the Federal Trade Commission's settlement for a $1.1 billion merger of veterinary clinics illustrate the majority-Democratic commission's skepticism over private equity's general business model, say Bruce Sokler and Tinny Song at Mintz.

  • Navigating Section 363 As A Decentralized Autonomous Org

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    Decentralized autonomous organizations are all the rage, raising questions on the advantages and disadvantages of coupling them with the Bankruptcy Code’s Section 363 sale process to acquire assets free and clear under the supervision of a bankruptcy court, say attorneys at O’Melveny.

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